Ice Queen
by AnyaZeAwesomeGlaceon
Summary: Madoka Kaname was just a regular girl with regular friends, school, and a loving family. She never expected anything exciding to happen to her normal life, at least before the new transfer student, Homura Akemi, arrived. Sweet Devil AU. Rebellion elements. Songfic of Ice Queen by Within Temptation.


**WARNING: Contains elements from the third movie, Rebellion. If you haven't watched it, I strongly advise you to avoid this fic and watch it, for this fic contains light spoilers.**

**I don't own PMMM cause if I can come up with a genius idea like that, I wouldn't be here, now would I? Also the lyrics to Ice Queen (Within Temptation) doesn't belong to me.**

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**Ice Queen**

Madoka Kaname was just a normal girl. She had friends, school, and a loving family. There wasn't anything abnormal or strange about her life, it was plain simple, straight forward. It was, abit boring, yes, but Madoka didn't care. Boredom was something that can easily be solved. Yes, everything was normal, at least, until that new transfer student came around. She made everything change.

It started as a normal day for Madoka. Wake up, wake up her mom, get ready, meet up with her friends Sayaka Miki, and Kyoko Sakura, who was also Sayaka's girlfriend. Once they got to school, the trio listened to their teacher rant about men again before she introduced a new transfer student. The new student was beautiful with long dark hair and icy violet, with a mysterious and icy air about her, and also happened to be really smart and athletic. Her name was Homura Akemi.

~.~

Madoka was eating lunch with Sayaka, Kyoko, and another friend of theirs, Mami Tomoe. Suddenly, Madoka noticed Homura walk up to them.

"Hello Madoka. Mind if I joined you?" her voice was cold, distant. Madoka noticed that the temperature around them had dropped a few degrees.

"Transfer student? What are you doing here?" Sayaka demanded.

"Miki-san, you are being a little harsh," Mami chasted.

"N-not at all." Madoka stammered.

"Good." Homura ignored Sayaka and took a seat next to Madoka, and started to eat the lunch she had brought.

"So umm..." Madoka scratched the back of her head, "How are you liking this school so far?"

"It's alright," Homura answered with her chilly monotone voice.

Madoka gulped, things were turning awkward and fast. So she made another try to start a conversation, "So what do you like to do for fun?"

"Not much. I don't really enjoy doing much things, but I suppose I like going for walks."

Another possible conversation shot down. Madoka searched her brain for a way to draw a conversation from Homura, but nothing came to her. The thinking wasn't necessary for Homura abruptly stood up then left.

Madoka was left to wonder what that was about.

~.~

It had been months since Homura had transferred. No one had been able to get close to the brunette, for she always pushed them away. The brunette would always eat her lunch with Madoka, but she always leave when she was done. She hardly spoke to other people, only when necessary. Madoka can only get a few sentences out of her, but not much else.

On this particular day, Madoka was sitting under the shade of a tree in the park. The sun was setting, school was long over. Sayaka and Kyoko were out on a date, while Mami was out with a friend she had met a while back, Nagisa Momoe. Suddenly she was approached by a blonde girl with red and green eyes.

"When leaves have fallen, and skies turned into grey. The night keeps on closing in on the day. A nightingale sings his song of farewell. You better hide for her freezing hell," that was all she said before she left to join another blonde.

Madoka swiftly stood up, "Wait! What do you mean by that?" She called before she swiftly stood up and chased after the blondes.

The second blonde had red and green eyes and let out a yawn before speaking. "On cold wings she's coming. You better keep moving. For warmth, you'll be longing. Come on just feel it? Don't you see it? You better believe it."

"I... I don't get it. What are you trying to tell me?" Madoka asked. These two girls weren't making any since at all.

Once again, the second blonde yawned, "We are trying to tell you to stay away from Good-for-nothing. Or else you're going to regret it." The two girls turned and walked away, leaving a confused Madoka behind, ignoring her calls for them to slow down.

~.~

"...that was it? No explanation, no anything? Just warnings? That's it? What the hell does that mean?!" Sayaka exclaimed.

"Maybe it was just jokers playing around," Kyoko suggested, "I'm sure those girls meant no harm. Maybe this was all a joke they set up."

"Maybe they were and was just trying to get to your head," Mami agreed, "Trying to get you all confused and worked up for no reason."

"Maybe you're right..." Madoka agreed with the two, "Maybe I am over thinking this."

Madoka, Sayaka, and Kyoko were at Mami's apartment, discussing about what Madoka heard the day before. Madoka still felt a little unnerved, but she decided to push this feeling to the back of her head. Perhaps she was just over thinking this. Then when someone at the door knocked, Mami got up to answer it.

"I'm sorry I'm late everyone," Nagisa apologized, "Is there still cheesecake left?"

Mami laughed, "Of course there is still cheesecake. Let me get you a slice." Mami left to the kitchen.

After everyone greeted Nagisa and she sat down, she asked, "What did I miss?"

Madoka preceded to retell her story about the strange blonde girls, their strange warning and what the redhead and blonde thought.

"Hmm... Well to me it seems like they are trying to warn you about something. At my school, there are a couple of strange girls and they talk about 'Good-for-nothing' whoever that is. When I asked, they told me that 'Good-for-nothing' was their Good-for-nothing master. I tried to ask further, but they ignored me," Nagisa reported. "Do you think that those two blondes are connected somehow?"

Mami came in and placed a plate in front of Nagisa along with a cup of tea, "Nagisa, does these girls look like the ones Madoka described?"

"Yay~ cheesecake with a slice of cheese! Thank you, Mami!" Nagisa brought a forkful of cheesecake and ate it before nibbling on the cheese, "No. There are four girls, three of them have red-orange hair and one have brown. All of them have green and red eyes."

Kyoko raised an eyebrow, "You mean there are more of these weird girls? Just how many are there?"

"They all seem to have the same eye color... red and green. Doesn't this seem strange?" Sayaka asked. Everyone nodded.

"Nagisa had seen four girls, three with red-orange hair and one with brown. Then I see two with blonde hair. All of them have red and green eyes. They have to be connected somehow. Nagisa, were they always here?" Madoka asked.

Nagisa finished her cheesecake then moved on to another slice of cheese Mami had brought her, "No. In fact, they transferred to my school a couple of months ago."

Kyoko straightened up, "Do you know what day?"

Nagisa took a while to think, "March... 20," she nodded, "That's right, March 20."

Sayaka jolted up, but then sat back down, "That's the same time Akemi-san transferred!"

"Umm... Miki-san? I don't think Akemi-san has anything to do with these girls." Mami pointed out.

"They all transferred at the same time! It's safe to assume that they are all connected!" Sayaka defended.

Kyoko huffed, "Akemi-san isn't the blame for everything, Sayaka."

"Awww come on! I bet she's up to something! She doesn't hang around anyone, only Madoka, but even then it's only for a short while!" Sayaka pointed out.

Mami coughed, "Miki-san, I know you are right, but do you think that just because someone is distant, that they are up to something?"

Sayaka leaned back, "Well you think what you want, but I think she's up to something."

Madoka shuffled a laugh, "Okay Sayaka-chan. Let's say she is up to something. What is her plan?"

Sayaka thought for a moment, "Hmm... I'm not entirely sure. But I know she's up to no good, I just can't place my finger on it."

Nagisa laughed, "Miki-san! You don't even know her, but you are already suspicious!"

Sayaka pouted, "There's just something about her... Something off that I can't put my finger on. I just don't trust her, and I don't think anyone here should especially you, Madoka. You should be careful when around her."

Madoka nodded, "I promise I'll be careful."

~.~

One time, Madoka was in her room, doing her homework. She saw a shadow shifted from the corner of her eyes, but when she looked, nothing was there. The pink haired simply shrugged and continued to read her textbook.

"Madoka," she heard a whisper.

Madoka swiftly turned around to face Homura, standing by her window. "Homura-chan...?" she looked away and rubbed her eyes.

When she turned back to look, Homura was gone. She could have sworn that she saw Homura. Madoka then blamed it on lack of sleep, even if she was fully rested everyday. Yet she was certain that she saw Homura standing by her window.

~.~

The next time something strange involving the strange girls occurred when Madoka was taking a walk. The entire group was there this time. Mami and Nagisa took the lead with Sayaka and Kyoko behind and Madoka in the back. Yes, sometimes Madoka felt lonely, but she was with her friends, so why would she feel completely lonely?

Then Kyoko spoke up to the rest of the group, "Hey, guys. Don't look just try to see from the corner of your eyes. To your left, near that tree, there are four girls. Three black haired and one gray haired. All of them have red and green eyes."

"Ehhh?" Sayaka screeched. The group did what Kyoko asked and saw that there were indeed four girls with black hair and one with gray, all with red and green eyes.

"So there are more of them. Is that all or are there even more?" Mami asked.

"I hope that there aren't too many. Besides these girls aren't harming anyone their just strange." Sayaka pointed out.

"Oh, so these girls are innocent but Akemi-san isn't?" Kyoko

"H-Hey! I'm just suspicious of her, is all!"

"Ohhh reeeeeeallllly? Are you sure it's not because you are secretly admiring her? Or is it because you're just jealous?" Kyoko taunted.

"Why you little-!" Sayaka then ran to chase Kyoko around the group while screening that she wasn't jealous. Kyoko just continued to taunted her. Madoka laughed at her friend's antics, at least until they decided to drag her into it. Then it wasn't funny anymore.

~.~

The last of the girls came when Madoka was walking around a ruined part of town with Kyoko and Sayaka. Mami and Nagisa went to get cheese, for Nagisa was too afraid of this part of town and Mami didn't want to leave her alone. It was Kyoko's idea to go to this part of town, and naturally, Sayaka agreed, with her out going personality. Madoka just agreed because she honestly had nothing better to do.

While Kyoko and Sayaka had a contest of who can climb the ruins of a building higher and faster, Madoka waited at the bottom, yelling encouragements to Sayaka as well as cautions. The pink haired girl then felt a tap on her shoulder. She swiftly turned around to face three girls, two blonde ones and one with long platinum blonde hair. The trio had red and green eyes.

The platinum blonde girl was the first to speak, "Whenever she is raging. She takes all life away. Haven't you seen? Haven't you seen? The ruins of our world."

"What do you mean?" Madoka asked, "What life? Ruins of your world? What are you talking about?"

The blonde girl with her hair in a bun was the next to speak, "Last time Good-for-Nothing raged, she ruined our town!"

The other blonde, the one with her hair tucked away in her hat spoke, "It doesn't matter anyways. You didn't heed to my sister's warning. Soon you shall see the ruins of our world. When the nightingale sings his song of farewell."

The trio then left, once again leaving Madoka in confusion. Sayaka and Kyoko dropped from the lowest point of the building.

"What was that all about?" Kyoko asked.

Sayaka wrapped an arm around Madoka, "Yeah when Kyoko and I saw those three girls, we came down as soon as possible."

~.~

The next day at school, everyone was eating lunch as per usual. Homura was eating lunch with the group when Sayaka stood in front of Homura.

"So, transfer student I have a question to ask," Sayaka loomed over Homura.

Homura nodded, "Ask away."

"There had been a lot of weird girls lately," Sayaka began. Madoka groaned. She knew what was coming next. "Are you related to those girls?" Sayaka finished.

"What kind of girls?" Homura asked.

"These girls are blonde, red-orange, brown, black, and gray. They all have red and green eyes, interesting huh?"

Homura faltered before covering it up by grabbing another piece of meat instead. This did not go unnoticed by Sayaka. "I don't know what you are talking about," Homura answered. She then got up and left, dumping the rest of her lunch away.

"I knew it!" Sayaka declared, "I knew she knew something about those girls!"

~.~

The life changing moment came when Madoka accepted an invitation to go for a walk with Homura. The leaves had fallen with the approaching winter. The sky were graying with the incoming night. Madoka knew it was early for night, but there was not much she can do for winter brought longer nights. Nightingales sung sorrowful, eerie songs that unnerved Madoka. The pink haired was honestly surprised when Homura asked her to join the brunette for a walk. especially at this time. Yet she accepted it anyways, hoping to befriend the cold brunette.

Madoka noticed that one of those strange girls joined the duo from time to time. Madoka also realized that they were walking in a part of town she did not recognize and the further they walked, the more disoriented the town became.

"Homura-chan? Where are we going?" Madoka asked hesitantly.

Homura spun around to face her. The pink haired girl realized that the brunet's eyes had turned bright fuchsia. "Madoka..." she clasped the pink hair's hands, "Madoka... I'm so happy you decided to go with me."

"Uhh... Uhm... Walks aren't that special, Homura-chan."

Homura shook her head, "You have no idea how much I wanted to talk to you again... To hold you again... Even if it was just for a moment."

"Homura-chan... What are talking about? We see each other all the time at school."

Homura only shook her head sadly, "...That's right... Your memories are erased. But that's okay. I'll not going to restore your memories. It's better this way."

"Good-for-nothing finally got her angel back!" one of the girls taunted. Madoka looked around to find that fourteen girls were with them now. Was that how many of the strange girls there are?

"Maybe then, Good-for-nothing can restore our town!"

"I can finally stop shedding fake tears for Good-for-nothing!"

Homura just smiled sadly, "Come Madoka. We are almost there. We are at the edge, just a little bit further."

"Homura-chan where are you taking me?"

"Whenever she is raging. She takes all life away. Haven't you seen? Haven't you seen? The ruins of our world." One of the girls answered. They were now walking in the ruins of completely destroyed version of Mitakihara City. Birds flew overhead, their body difficult to tell do to the height. Their figures at times changes to that of nightingales

"Good-for-nothing's taking the angel to her barrier of course!"

"To live with Good-for-nothing as a prisoner!"

"Pink haired girl is really stupid for not heading to our warnings!"

"Homura-chan... What are those girls talking about?"

"Those are not girls. They are Clara Dolls, and they serve me. They resent me, but it's okay, as long as they do their job." Homura continued to pull Madoka deeper into the barrier.

"Homura-chan stop!"

"Those who enter the barrier cannot go back out. You're trapped here, Madoka."

"Homura-chan why would you do that?"

"Madoka, I want you to stay here because I want to see my angel again."

"Homura-chan, what are you talking about?"

Homura just dragged Madoka to a nearby table and sat the pink haired girl down and poured them both a cup of tea. The brunette sat across from her.

"Madoka, long ago I met an angel, she was very cute and pretty. She had short pink hair that she kept in ponytails held by red ribbons. She brought me happiness and hope when no one did. But my beloved angel sacrificed herself and was killed, only to be reincarnated as a human. I spend a very long time searching for her, and now that I finally found her, I'm not going to let her escape my grasp again."

Madoka blinked, "You think I'm the angel? I'm sorry to tell you this, Homura-chan, but I can't be your angel. There's nothing special about me."

"Madoka... You're my angel. My most precious friend. I have no doubt about it. You're the angel I have met so long ago even if you are just a human now."

The Clara Dolls started to whisk the table away, while taunting Homura, "She covers the earth with a breathtaking cloak. The sun awakes and melts it away. The world now opens its eyes and sees. The dawning of a new day," Madoka found it creepy how all the familiars spoke this all together.

When the table was cleared, Homura swiftly moved to pull Madoka in an embrace, "Madoka... I'm so happy. You're going to finally stay here with me."

The Clara Dolls danced around the duo, taunting their master, "When she embraces your heart turns to stone. She comes at night when you're all alone. And when she whispers your blood shall run cold. You better hide before she finds you," Madoka found herself agreeing with the familiars.

~The End~

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**A/N: Yayz! I have (finally) made a PMMM fanfic! I wrote this on a whim. Shoot this didn't become a song****fic until I wrote about how cold Homura was and I was all like 'I'm going to make this into a songfic of Ice Queen' so this was made. I rather like how this came out, with the Clara Dolls warning Madoka/ taunting (poor!) Homura with the lyrics. Did I blow your mind? Let me know! -hides under a blanket- **

**~Anya**


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